Litigation; Laws and Regulations. Except as set forth in Disclosure Schedule 3.8 or in the footnotes to the Financial Statements: (a) There are no (i) civil, criminal or administrative actions, suits, claims, hearings, arbitrations, investigations or proceedings pending or, to the Contributing Parties’ Knowledge, threatened (A) against or affecting the Subject Interest, SemCrude Pipeline or its assets or businesses or White Cliffs Pipeline or its assets or businesses or (B) that (1) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Ancillary Documents or (2) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents; or (ii) judgments, orders, decrees or injunctions of any Governmental Authority, whether at law or in equity, (A) against or affecting SemCrude Pipeline or its assets or businesses or the Subject Interest or White Cliffs Pipeline or its assets or businesses, or (B) that (1) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Ancillary Documents or (2) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents, except in each case of (i) and (ii) of this Section 3.8(a), for those items that would not, individually or in the aggregate, have a Material Adverse Effect. (b) SemCrude Pipeline is not and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline is not, in violation of or in default under any applicable Law, except as would not, individually or in the aggregate, have a Material Adverse Effect. Notwithstanding the foregoing, the Contributing Parties make no representation or warranty, express or implied, under this Section 3.8 relating to Tax matters, which are exclusively addressed in Section 3.10, Environmental matters, which are exclusively addressed in Section 3.11, Permits, which are exclusively addressed in Section 3.12, employee or employee benefits matters, which are exclusively addressed in Section 3.13, or the Investment Company Act or FERC matters, which are exclusively addressed in Section 3.16.
Appears in 4 contracts
Samples: Contribution Agreement, Contribution Agreement (SemGroup Corp), Contribution Agreement (Rose Rock Midstream, L.P.)
Litigation; Laws and Regulations. Except as set forth in Disclosure Schedule 3.8 or in the footnotes to the Financial Statements:
(a) There are no (i) civil, criminal or administrative actions, suits, claims, hearings, arbitrations, investigations or proceedings pending or, to the Contributing Parties’ Knowledge, threatened (A) against or affecting the Subject Interest, SemCrude Pipeline GMH, GMP LLC, Wattenberg Holding or its assets or businesses or White Cliffs Pipeline or its their respective assets or businesses or (B) that (1) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Ancillary Documents or (2) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents; or (ii) judgments, orders, decrees or injunctions of any Governmental Authority, whether at law or in equity, (A) against or affecting SemCrude Pipeline or its assets or businesses or the Subject Interest or White Cliffs Pipeline GMH, GMP LLC, Wattenberg Holding or its their respective assets or businesses, or (B) that (1) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Ancillary Documents or (2) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents, except in each case of (i) and (ii) of this Section 3.8(a), for those items that would not, individually or in the aggregate, have a Material Adverse Effect.
(b) SemCrude Pipeline GMH is not and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline each of Wattenberg Holding and GMP LLC is not, in violation of or in default under any applicable Law, except as would not, individually or in the aggregate, have a Material Adverse Effect. Notwithstanding the foregoing, the Contributing Parties make no representation or warranty, express or implied, under this Section 3.8 relating to Tax mattersTaxes, which are exclusively addressed in Section 3.10, Environmental mattersMatters, which are exclusively addressed in Section 3.11, Permits, which are exclusively addressed in Section 3.12, employee or employee benefits mattersEmployees and Employee Benefits, which are exclusively addressed in Section 3.13, or the Investment Company Act or FERC matters, which are exclusively addressed in Section 3.16.
Appears in 1 contract
Litigation; Laws and Regulations. Except as set forth in on Disclosure Schedule 3.8 or in the footnotes to the Financial Statements:
(a) There are no (i) civil, criminal or administrative actions, suits, claims, hearings, arbitrations, investigations or proceedings pending or, to the Contributing Parties’ Knowledge, threatened (Aa) against or affecting the Subject Interestany Xxxx Express Entity, SemCrude Pipeline SLNG or its their respective assets or businesses or White Cliffs Pipeline or its assets or businesses the Subject Interests or (Bb) that (1I) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Ancillary Documents or (2II) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents; or (ii) judgments, orders, decrees or injunctions of any Governmental Authority, whether at law or in equity, (Aa) against or affecting SemCrude Pipeline any Xxxx Express Entity, SLNG or its their respective assets or businesses or the Subject Interest or White Cliffs Pipeline or its assets or businessesInterest, or (Bb) that (1I) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Ancillary Documents or (2II) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents, except in each case of (i) and (ii) of this Section 3.8(a), for those items that would not, individually or in the aggregate, have a Material Adverse Effect.
(b) SemCrude Pipeline No Xxxx Express Entity nor SLNG is not and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline is not, in violation of or in default under any applicable Applicable Law, except as would not, individually or in the aggregate, have a Material Adverse Effect. Notwithstanding the foregoing, the Contributing Parties make no representation or warranty, express or implied, under this This Section 3.8 relating does not include any matters with respect to Tax mattersTaxes, which Environmental Laws or Permits; such matters are being addressed exclusively addressed in by Section 3.10, Environmental matters, which are exclusively addressed in Section 3.11, Permits, which are exclusively addressed in 3.11 and Section 3.12, employee or employee benefits matters, which are exclusively addressed in Section 3.13, or the Investment Company Act or FERC matters, which are exclusively addressed in Section 3.16respectively.
Appears in 1 contract
Samples: Contribution Agreement (El Paso Pipeline Partners, L.P.)
Litigation; Laws and Regulations. Except as set forth in on Disclosure Schedule 3.8 or in the footnotes to the Financial Statements:
(a) There are no (i) civil, criminal or administrative actions, suits, claims, hearings, arbitrations, investigations or proceedings pending or, to the Contributing Parties’ El Paso’s Knowledge, threatened (Aa) against or affecting the Subject Interest, SemCrude Pipeline any SNG Entity or its any Xxxx Express Entity or SLNG or their respective assets or businesses or White Cliffs Pipeline or its assets or businesses the Subject Interest or (Bb) that (1I) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Parties’ Ancillary Documents or (2II) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents; or (ii) judgments, orders, decrees or injunctions of any Governmental Authority, whether at law or in equity, (Aa) against or affecting SemCrude Pipeline any SNG Entity or, to El Paso’s Knowledge, any Xxxx Express Entity or its SLNG or their respective assets or businesses or the Subject Interest or White Cliffs Pipeline or its assets or businessesInterest, or (Bb) that (1I) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Ancillary Documents or (2II) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents, except in each case of (i) and (ii) of this Section 3.8(a), for those items that would not, individually or in the aggregate, have a Material Adverse Effect.
(b) SemCrude Pipeline is not andNo SNG Entity or, to the Contributing Parties’ El Paso’s Knowledge, White Cliffs Pipeline any Xxxx Express Entity or SLNG is not, in violation of or in default under any applicable Applicable Law, except as would not, individually or in the aggregate, have a Material Adverse Effect. Notwithstanding the foregoing, the Contributing Parties make no representation or warranty, express or implied, under this This Section 3.8 relating does not include any matters with respect to Tax mattersTaxes, which Environmental Laws or Permits; such matters are being addressed exclusively addressed in by Section 3.10, Environmental matters, which are exclusively addressed in Section 3.11, Permits, which are exclusively addressed in 3.11 and Section 3.12, employee or employee benefits matters, which are exclusively addressed in Section 3.13, or the Investment Company Act or FERC matters, which are exclusively addressed in Section 3.16respectively.
Appears in 1 contract
Samples: Contribution Agreement (El Paso Pipeline Partners, L.P.)
Litigation; Laws and Regulations. Except as set forth in on Disclosure Schedule 3.8 or in the footnotes to the Financial Statements:
(a) There are no (i) civil, criminal or administrative actions, suits, claims, hearings, arbitrations, investigations or proceedings pending or, to the Contributing Parties’ Knowledge, threatened (Aa) against or affecting the Subject Interest, SemCrude Pipeline any Cheyenne Entity or its CIG Entity or their assets or businesses or White Cliffs Pipeline or its assets or businesses the Subject Interest or (Bb) that (1I) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Parties’ Ancillary Documents or (2II) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents; or (ii) judgments, orders, decrees or injunctions of any Governmental Authority, whether at law or in equity, (Aa) against or affecting SemCrude Pipeline any Cheyenne Entity or its assets or businesses or the Subject Interest or White Cliffs Pipeline or, to the Contributing Parties’ Knowledge, any CIG Entity or its assets or businesses, or (Bb) that (1I) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Ancillary Documents or (2II) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents, except in each case of (i) and (ii) of this Section 3.8(a), for those items that would not, individually or in the aggregate, have a Material Adverse Effect.
(b) SemCrude Pipeline is not andNo Cheyenne Entity or, to the Contributing Parties’ Knowledge, White Cliffs Pipeline CIG Entity is not, in violation of or in default under any applicable Applicable Law, except as would not, individually or in the aggregate, have a Material Adverse Effect. Notwithstanding the foregoing, the Contributing Parties make no representation or warranty, express or implied, under this This Section 3.8 relating does not include any matters with respect to Tax mattersTaxes, which Environmental Laws or Permits; such matters are being addressed exclusively addressed in by Section 3.10, Environmental matters, which are exclusively addressed in Section 3.11, Permits, which are exclusively addressed in 3.11 and Section 3.12, employee or employee benefits matters, which are exclusively addressed in Section 3.13, or the Investment Company Act or FERC matters, which are exclusively addressed in Section 3.16respectively.
Appears in 1 contract
Samples: Contribution Agreement (El Paso Pipeline Partners, L.P.)
Litigation; Laws and Regulations. Except as set forth in on Disclosure Schedule 3.8 or in the footnotes to the Financial Statements:
(a) There are no (i) civil, criminal or administrative actions, suits, claims, hearings, arbitrations, investigations or proceedings pending or, to the Contributing Parties’ Knowledge, threatened (Aa) against or affecting the Subject Interest, SemCrude Pipeline any SNG Entity or its assets or businesses or White Cliffs Pipeline or its assets or businesses the Subject Interest or (Bb) that (1I) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Parties’ Ancillary Documents or (2II) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents; or (ii) judgments, orders, decrees or injunctions of any Governmental Authority, whether at law or in equity, (Aa) against or affecting SemCrude Pipeline affecting, to the Contributing Parties’ Knowledge, any SNG Entity or its assets or businesses or the Subject Interest or White Cliffs Pipeline or its assets or businessesInterest, or (Bb) that (1I) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Ancillary Documents or (2II) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents, except in each case of (i) and (ii) of this Section 3.8(a), for those items that would not, individually or in the aggregate, have a Material Adverse Effect.
(b) SemCrude Pipeline is not and, to To the Contributing Parties’ Knowledge, White Cliffs Pipeline no SNG Entity is not, in violation of or in default under any applicable Applicable Law, except as would not, individually or in the aggregate, have a Material Adverse Effect. Notwithstanding the foregoing, the Contributing Parties make no representation or warranty, express or implied, under this This Section 3.8 relating does not include any matters with respect to Tax mattersTaxes, which Environmental Laws or Permits; such matters are being addressed exclusively addressed in by Section 3.10, Environmental matters, which are exclusively addressed in Section 3.11, Permits, which are exclusively addressed in 3.11 and Section 3.12, employee or employee benefits matters, which are exclusively addressed in Section 3.13, or the Investment Company Act or FERC matters, which are exclusively addressed in Section 3.16respectively.
Appears in 1 contract
Samples: Contribution Agreement (El Paso Pipeline Partners, L.P.)
Litigation; Laws and Regulations. Except as set forth in on Disclosure Schedule 3.8 3.7 or in the footnotes to the Financial Statements:
(a) There are no (i) civil, criminal or administrative actions, suits, claims, hearings, arbitrations, investigations or proceedings pending or, to the Contributing Parties’ Knowledge, threatened (Aa) against or affecting the Subject Interest, SemCrude Pipeline any CIG Entity or its their respective assets or businesses or White Cliffs Pipeline or its assets or businesses the Subject Interests or (Bb) that (1I) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Ancillary Documents or (2II) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents; or (ii) judgments, orders, decrees or injunctions of any Governmental Authority, whether at law or in equity, (Aa) against or affecting SemCrude Pipeline any CIG Entity or its their respective assets or businesses or the Subject Interest or White Cliffs Pipeline or its assets or businessesInterest, or (Bb) that (1I) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Ancillary Documents or (2II) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents, except in each case of (i) and (ii) of this Section 3.8(a3.7(a), for those items that would not, individually or in the aggregate, have a Material Adverse Effect.
(b) SemCrude Pipeline is not and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline is not, in violation of or in default under any applicable Law, except as would not, individually or in the aggregate, have a Material Adverse Effect. Notwithstanding the foregoing, the Contributing Parties make no representation or warranty, express or implied, under this Section 3.8 relating to Tax matters, which are exclusively addressed in Section 3.10, Environmental matters, which are exclusively addressed in Section 3.11, Permits, which are exclusively addressed in Section 3.12, employee or employee benefits matters, which are exclusively addressed in Section 3.13, or the Investment Company Act or FERC matters, which are exclusively addressed in Section 3.16.
Appears in 1 contract
Samples: Contribution Agreement (El Paso Pipeline Partners, L.P.)
Litigation; Laws and Regulations. Except as set forth in on Disclosure Schedule 3.8 or in the footnotes to the Financial Statements:
(a) There are no (i) civil, criminal or administrative actions, suits, claims, hearings, arbitrations, investigations or proceedings pending or, to the Contributing Parties’ Knowledge, threatened (Aa) against or affecting the Subject Interest, SemCrude Pipeline any SNG Entity or its CIG Entity or their assets or businesses or White Cliffs Pipeline or its assets or businesses the Subject Interest or (Bb) that (1I) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Parties’ Ancillary Documents or (2II) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents; or (ii) judgments, orders, decrees or injunctions of any Governmental Authority, whether at law or in equity, (Aa) against or affecting SemCrude Pipeline affecting, to the Contributing Parties’ Knowledge, any SNG Entity or its CIG Entity or their assets or businesses or the Subject Interest or White Cliffs Pipeline or its assets or businessesInterest, or (Bb) that (1I) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Ancillary Documents or (2II) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents, except in each case of (i) and (ii) of this Section 3.8(a), for those items that would not, individually or in the aggregate, have a Material Adverse Effect.. Table of Contents
(b) SemCrude Pipeline is not and, to To the Contributing Parties’ Knowledge, White Cliffs Pipeline no SNG Entity or CIG Entity is not, in violation of or in default under any applicable Applicable Law, except as would not, individually or in the aggregate, have a Material Adverse Effect. Notwithstanding the foregoing, the Contributing Parties make no representation or warranty, express or implied, under this This Section 3.8 relating does not include any matters with respect to Tax mattersTaxes, which Environmental Laws or Permits; such matters are being addressed exclusively addressed in by Section 3.10, Environmental matters, which are exclusively addressed in Section 3.11, Permits, which are exclusively addressed in 3.11 and Section 3.12, employee or employee benefits matters, which are exclusively addressed in Section 3.13, or the Investment Company Act or FERC matters, which are exclusively addressed in Section 3.16respectively.
Appears in 1 contract
Samples: Contribution Agreement (El Paso Pipeline Partners, L.P.)
Litigation; Laws and Regulations. Except as set forth in on Disclosure Schedule 3.8 3.7 or in the footnotes to the Financial Statements:
(a) There are no (i) civil, criminal or administrative actions, suits, claims, hearings, arbitrations, investigations or proceedings pending or, to the Contributing Parties’ Knowledge, threatened (Aa) against or affecting the Subject Interest, SemCrude Pipeline any CIG Entity or its any SNG Entity or their respective assets or businesses or White Cliffs Pipeline or its assets or businesses the Subject Interests or (Bb) that (1I) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Ancillary Documents or (2II) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents; or (ii) judgments, orders, decrees or injunctions of any Governmental Authority, whether at law or in equity, (Aa) against or affecting SemCrude Pipeline any CIG Entity or its any SNG Entity or their respective assets or businesses or the Subject Interest or White Cliffs Pipeline or its assets or businessesInterests, or (Bb) that (1I) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Ancillary Documents or (2II) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents, except in each case of (i) and (ii) of this Section 3.8(a3.7(a), for those items that would not, individually or in the aggregate, have a Material Adverse Effect.
(b) SemCrude Pipeline Neither any CIG Entity nor any SNG Entity is not and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline is not, in violation of or in default under any applicable Applicable Law, except as would not, individually or in the aggregate, have a Material Adverse Effect. Notwithstanding the foregoing, the Contributing Parties make no representation or warranty, express or implied, under this This Section 3.8 relating 3.7 does not include any matters with respect to Tax matters, which are exclusively addressed in Section 3.10Taxes, Environmental mattersLaws or Permits, which such matters are being addressed exclusively addressed in by Section 3.9, Section 3.10 and Section 3.11, Permits, which are exclusively addressed in Section 3.12, employee or employee benefits matters, which are exclusively addressed in Section 3.13, or the Investment Company Act or FERC matters, which are exclusively addressed in Section 3.16respectively.
Appears in 1 contract
Samples: Contribution and Exchange Agreement (El Paso Pipeline Partners, L.P.)
Litigation; Laws and Regulations. Except as set forth in on Disclosure Schedule 3.8 or in the footnotes to the Financial Statements:
(a) There are no (i) civil, criminal or administrative actions, suits, claims, hearings, arbitrations, investigations or proceedings pending or, to the Contributing Parties’ Knowledge, threatened (Aa) against or affecting the Subject Interest, SemCrude Pipeline any SNG Entity or its their respective assets or businesses or White Cliffs Pipeline or its assets or businesses the Subject Interest or (Bb) that (1I) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Ancillary Documents or (2II) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents; or (ii) judgments, orders, decrees or injunctions of any Governmental Authority, whether at law or in equity, (Aa) against or affecting SemCrude Pipeline any SNG Entity or its their respective assets or businesses or the Subject Interest or White Cliffs Pipeline or its assets or businessesInterest, or (Bb) that (1I) alleges the invalidity or unenforceability of any of the Contributing Parties’ obligations under this Agreement or any of the Contributing Parties Ancillary Documents or (2II) seeks to prevent or delay the consummation by the Contributing Parties of the transactions contemplated by this Agreement or any of the Contributing Parties Ancillary Documents, except in each case of (i) and (ii) of this Section 3.8(a), for those items that would not, individually or in the aggregate, have a Material Adverse Effect.
(b) SemCrude Pipeline No SNG Entity is not and, to the Contributing Parties’ Knowledge, White Cliffs Pipeline is not, in violation of or in default under any applicable Applicable Law, except as would not, individually or in the aggregate, have a Material Adverse Effect. Notwithstanding the foregoing, the Contributing Parties make no representation or warranty, express or implied, under this This Section 3.8 relating does not include any matters with respect to Tax mattersTaxes, which Environmental Laws or Permits; such matters are being addressed exclusively addressed in by Section 3.10, Environmental matters, which are exclusively addressed in Section 3.11, Permits, which are exclusively addressed in 3.11 and Section 3.12, employee or employee benefits matters, which are exclusively addressed in Section 3.13, or the Investment Company Act or FERC matters, which are exclusively addressed in Section 3.16respectively.
Appears in 1 contract
Samples: Contribution Agreement (El Paso Pipeline Partners, L.P.)